The Dealer represents,
warrants
and agrees, that it has not offered
or sold
any Notes or caused the Notes to be
made
the subject of an invitation
for
subscription or purchase and will not
offer
or sell any Notes or cause the Notes
to be
made the subject of an invitation
for
subscription or purchase, and has
not
circulated or distributed, nor will
it
circulate or distribute the
Prospectus, this
Pricing Supplement or any
other
document or material in connection
with
the offer or sale, or invitation
for
subscription or purchase, of the
Notes,
whether directly or indirectly, to
any
person in Singapore other than: (i)
to an
institutional investor (as defined
in
Section 4A of the SFA) pursuant
to
Section 274 of the SFA or (ii) to
an
accredited investor (as defined in
Section
4A of the SFA) pursuant to and
in
accordance with the conditions
specified
in Section 275 of the SFA and
(where
applicable) Regulation 3 of the
Securities
and Futures (Classes of
Investors)
Regulations 2018 of
Singapore.
Investors should note that there may
be
restrictions on the secondary sale of
the
Notes under Section 276 of the
SFA.
Any reference to the SFA is a
reference to
the Securities and Futures Act 2001
of
Singapore and a reference to any term
that
is defined in the SFA or any
provision in
the SFA is a reference to that term
or
provision as amended or modified
from
time to time including by such of
its
subsidiary legislation as may
be
applicable at the relevant
time.
In the case of the Notes being
offered into Singapore in a primary or subsequent distribution, and
solely for the purposes of its obligations pursuant to Section 309B
of the SFA, the Issuer has determined, and hereby notifies all
relevant persons (as defined in Section 309A of the SFA) that the
Notes are "prescribed capital markets products" (as defined in the
Securities and Futures (Capital Markets Products) Regulations 2018
of Singapore) and Excluded Investment Products (as defined in MAS
Notice SFA 04-N12: Notice on the Sale of Investment Products and
MAS Notice FAA-N16: Notice on Recommendations on Investment
Products).
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